By Rebecca Harrison JOHANNESBURG (Reuters) - South Africa's No. 3 supermarket group, Spar Group Ltd, is selling a 10 percent stake to staff and franchise employees in a 1 billion rand deal to meet affirmative action targets. The company said it would issue 18.9 million convertible redeemable preference shares, which would represent 10 percent of its total share capital after the deal. A 1 billion rand notional loan would fund the deal, it added. Analysts said it would dilute existing shareholders to the tune of 2 to 3 percent, typical for black economic empowerment (BEE) deals. South African companies have to meet targets on black ownership, employment and procurement as part of a government drive to give the black majority a greater stake in the mainstream economy. While many major financial, mining, industrial and telecom groups have rushed to complete deals because strong BEE credentials are needed to win government contracts or licences, retailers have been slower to bring on board black investors. "There's not an obvious commercial logic for retailers, although shareholders know they will have to do it eventually just from a good governance perspective, and this seems like a standard level of dilution," one Johannesburg-based retail analyst said. Spar shares gained 1 percent to 59.25 rand by 1206 GMT, outpacing the JSE Mid-cap index. Spar has a market value of about 18 billion rand. Spar said all staff and employees of its franchisers would be eligible for the shares, regardless of race, but noted that 75-85 percent of employees were black. Staff who join the scheme will be locked in for 7 years, providing an incentive to stay with the company. Spar competitor Pick 'n Pay has opted to burnish its BEE requirements by transferring its Score low-budget chain into black-owned franchises rather than by selling equity. South African companies have been criticised for using BEE deals to enrich a small black elite, so recent deals have focused on staff, community groups and sometimes members of the public. Spar said a notional loan would be attached to each preference share issued, which would be partly paid back via dividends. When the scheme expires in seven years, the difference between the preference share and the notional loan would be paid out in ordinary Spar shares. | 
